ICAP FUNDS INC
497, 1998-09-09
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                                           Rule 497(e);
                                         "Rule 482 Ad";
                                     Reg. No. 33-86006;
                                              811-8850
                           
[graphic depicting two people on a yacht and one person
        in a row boat wondering what "ICAP" is]
                           
                   The Secret's Out
                           
The exclusive methods and knowledge of Institutional
Capital Corporation (ICAP), long the province of only
major institutions, are now available through the ICAP
Funds.

ICAP was founded in 1970 as an investment management
firm dedicated to the unique needs of institutional
investors.  ICAP continues to manage money for some of
the world's largest corporations and institutions and
is now offering a family of no-load large and mid-cap
equity mutual funds as well.

These mutual funds are based on ICAP's institutional
investment strategy and offer the opportunity for the
individual investor to seek the same performance, while
minimizing risk, that ICAP has delivered to its
institutional clients.  The secret is out, indeed.

                    [I C A P Logo]
                           
                Family of Mutual Funds
    Institutional Clout For The Individual Investor
                           

For more information contact your financial advisor or
call 1-888-221-ICAP(4227). www.icapfunds.com  Please
read the prospectus carefully before investing.






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